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The episode starts with the group settled in a clearing where they have set up camp. Max is checking the PokeNav to see how far it is to the next town, with May adding her comments. Brock is cooking a meal over the campfire. After the others talk about how long it will take to get to the next town, Ash jumps up and exclaims how fired up he is to get to the next (and final) Gym and win the Rain Badge. Suddenly, Snorunt pops out of its Pokeball, dances around a bit, and uses Icy Wind to freeze Ash and cool him down from the “fired up” flaming background. The others joke about this, but suddenly, Max (and only Max) hears a voice calling for help. We then see Max running through the forest as voiceovers of the others fill in the conversation/explanations that had happened between the two scenes. The others hadn’t heard anything, but Max did, so he is now hurrying off to investigate. After some running, Max bursts out of the forest onto a clearing next to a lake, and finds a Ralts! It’s lying there, obviously very sick, and it’s obvious that Ralts had been the source of the voice Max heard.

Later, at the campsite, Brock pours some sort of soup onto a plate and brings it to Max, who takes a spoonful and tries to feed it to Ralts. Ralts turns away at first, but Pikachu says a few words to it and nods, so then Ralts drinks the soup, and even likes it. May comments on how cute Ralts is, and looks it up in her Pokedex. Max lays Ralts back down on the sleeping bag and introduces himself. Then Snorunt comes over to greet Ralts, but gets too close and ends up intimidating it. Max pulls Snorunt away, and Ash scolds it. Annoyed, Snorunt snatches Max’s glasses and Ash’s hat, freezes them with Icy Wind, and replaces them. Max and Ash cringe at the cold and dance around, while Snorunt laughs. It then goes over to Ralts and chuckles, as if it was asking if Ralts found it funny too. Ralts laughs, and Max and Ash are happy that Ralts ended up being cheered up by Snorunt’s antics. Brock then reminds the group that although Ralts may be cheered up, they should still get it to the Pokemon Center, and the nearest one is still quite a distance away. Max bends down and gets Ralts to climb on his back, volunteering to carry it there.

Meanwhile, of course, Team Rocket is spying on the group from up in a nearby tree. Jessie thinks Ralts is cute, but James says he likes Chimecho much better. Meowth then gets the idea to steal Ralts to give to the Boss (surprise, surprise). He imagines Ralts singing some cute songs to put the Boss to sleep at bedtime. Then, if the Boss gets attacked by some “bad guys”, Ralts can use its Psychic to protect him and dispose of the crooks. After such an ordeal, the Boss will be relieved, but not too inclined to go back to sleep, so Ralts can then use its Hypnosis to send him to dreamland, of course remembering to thank JJ&M as he falls asleep. When the fantasy ends, JJ&M do their usual cheer.

The scene then cuts to show the group running down the forest path, hurrying towards the next Pokemon Center. Suddenly, a man, dressed like the Gentleman trainer from the games, steps out in front of them and addresses Ralts, wondering where “my sweet Ralts” has been all this time. A Kirlia and Gardevoir appear in front of him, and Ash asks if he’s Ralts’ trainer. The man dramatically introduces himself as Gentleman Kojirondar. Brock explains about Ralts’ condition, and Kojirondar says not to worry, he can take care of it. Ralts hides behind Max, and Max expresses his distrust. Kojirondar is startled, but his Kirlia and Gardevoir quickly come in front of him to support him. The Kirlia lands on its flat feet, but quickly corrects itself and stands on its toes again. Ash says that something doesn’t look right about these Pokemon, and tries scanning Kirlia with the Pokedex, but instead of Kirlia, the Dex recites Meowth’s entry! The Pokedex says that Meowth gathers coins and stuff at night, and sleeps all day. “Kirlia” yells in annoyance over the “sleeping all day” part, and the group realizes that it’s Meowth in disguise! Meowth realizes the mistake he made by talking, and Jessie yells at it in anger after hearing the Pokedex entry. She says that if Meowth can gather coins, why hasn’t it done so to help out Team Rocket? Finally, they say their motto.

Jessie sends out Dustox and tells it to use Whirlwind. James then sends out Cacnea, and it turns around to hug him as usual. But James ducks this time, and Cacnea goes flying past. James orders a Pin Missile, and Cacnea fires off a strong one, sending Ash and friends scurrying. Max hides behind a tree and tells Ralts that it’ll be all right. Ash has Pikachu Thunderbolt the Rockets, but Chimecho’s Heal Bell makes them feel better. May now calls on Combusken for a Fire Spin, but Dustox blocks it with another Whirlwind. Jessie calls out Seviper for a Poison Tail, but Pikachu meets it head-on with Iron Tail. As both sidelines cringe from the resulting impact, James orders another Pin Missile. Brock sends out Ludicolo, who blocks the Pin Missile with its Razor Leaf. Max, still behind the tree, notices that Ralts is getting sick again, and alerts the others, but the battle is still going on! TR takes advantage of the distraction: Jessie orders a Psybeam from Dustox and a Poison Tail from Seviper, and James calls for a Needle Arm from Cacnea. Max is scared now since he and Ralts are right in the path of the attacks, but Pikachu, Combusken, and Ludicolo jump in and block them. Ash, May, and Brock tell Max that it’ll have to be up to him to get Ralts to the Pokemon Center, and they’ll follow as soon as they can. Max hesitates, but looks back at the panting Ralts, and says he’ll do it, so he runs off. Snorunt is about to follow, but notices Ludicolo hit the ground near it. Ash calls for Snorunt to use Icy Wind, and it does, seemingly covering Team Rocket and all of their Pokemon in a barrage of ice and snow. Ash congratulates Snorunt, but it promptly runs off, and Ash realizes it’s concerned about Ralts. Brock then alerts Ash to Team Rocket, who are laughing. The mist clears, and Meowth brags that Wobbuffet’s Mirror Coat protected them! Jessie suddenly runs ahead with alarm and exclaims that Ralts is gone! Meowth joins her and says that they’re one twerp short as well. Upon learning that Max is taking Ralts to the Pokemon Center, Jessie angrily commands a Haze from Seviper, and TR makes their escape.

We then see Max running through the forest with Ralts still on his back. Max hops off a ledge, takes a right, and continues running. Max tries to reassure Ralts again, saying he’ll get it some help at the Pokemon Center no matter what. Not far behind, Snorunt hops off the same ledge, looks around, and takes a right as well, in hot pursuit of Max and Ralts. Meanwhile, Team Rocket is hightailing it down another trail, also in pursuit of Max and Ralts. Ahead, Max notices that Ralts’ condition is getting worse, so he lays it in a patch of grass. He feels its forehead and finds that it’s burning up. Finding some berries nearby, he tries to give one to Ralts, but it won’t eat. It looks bad now, and Max thinks Ralts is slipping away from him. He drops the berries and begins to cry, sad over Ralts and over his own failure. His crying then becomes much louder. As he sobs and Ralts pants, Max suddenly notices a cold draft in front of him, and turns to see Snorunt! Snorunt holds up some more of those berries, which it had frozen. Max knows just what to do now—he holds out a rag and Snorunt drops the berries onto it. Max then ties it together and uses it to form a makeshift ice pack for Ralts, which makes it feel somewhat better. Max thanks Snorunt, and decides to try feeding Ralts again. He gives it a berry, and this time it eats, much to Max’s delight.

By now, Ash and the others are heading in the direction Max went. May worries if Max, Ralts, and Snorunt are okay, but Ash and Brock say not to worry. Some distance ahead, Max, Ralts, and Snorunt are hurrying along an elevated trail, and Max assures Ralts that they’re getting closer. Suddenly, Team Rocket appears on the path in front of them! They demand Ralts, but Max refuses. They argue, but suddenly TR find themselves being levitated off the ground! As they blast off, they wonder what the heck just happened. So does Max, but he gets his answer when a Kirlia and Gardevoir (real ones this time) materialize in front of him after having used Teleport! Max realizes it was their Psychic attacks that got rid of TR, and the two Pokemon Teleport closer. Max realizes that they’re the evolved forms of Ralts, and Gardevoir leans forward, gesturing that Max should give Ralts to it. Max refuses and backs away, to the surprise of the Psychic-types, and explains that Ralts is very sick, so he’s taking it to the Pokemon Center. Kirlia doesn’t believe him, but Snorunt is ready to defend Max and Ralts. It looks like Kirlia and Snorunt are about to battle, but Max stops Snorunt. He again implores Gardevoir and Kirlia to believe him, but Kirlia doesn’t want to hear it, and fires off a Psychic! The camera cuts to a distant shot to show an explosion of blue light, then when it comes back in, we see that Ralts, despite being weak, has levitated out in front of Max and psychically block Kirlia’s attack! But Ralts has now used the last of its strength, so it starts to fall. The Japanese ending song Smile plays in the background as Max quickly catches it. Kirlia starts forward in alarm, but Gardevoir holds it back, indicating that it trusts them now. Kirlia hesitantly agrees, and Max thanks them. The two Psychic-types Teleport away, and Max and Snorunt head off, with Max now carrying Ralts in his arms. We now see a montage of their journey—they slide down a steep hill, continue running across an open plain for quite a distance, and finally arrive at the Pokemon Center.

Ralts has now been admitted, and Max and Snorunt anxiously watch from the window to Ralts’ room. Ralts is lying on top of an examining table/analysis machine with several wires and a ventilator leading from the little Psychic-type. Nurse Joy goes about her work on the machine while her Chansey holds a clipboard nearby. From offscreen, we hear May call Max’s name, and Max turns to see that his sister and the others have finally caught up. Max has been strong long enough now. His lip quivers, and he runs to his sister, who gives him a comforting hug as he cries.

Now, the whole group anxiously sits in the hallway, waiting to find out about Ralts. Soon, the red Surgery light above the door turns off, and Nurse Joy emerges to say that Ralts is going to be fine. Max rushes into the room and has a happy reunion with Ralts while Snorunt dances around. Brock thanks Nurse Joy, and she says that Ralts can leave any time. Ash and May congratulate Max, who suddenly quiets down. He turns his attention to Ralts, and says he has to leave it. He brings Ralts outside, followed by the others, and calls out for Kirlia and Gardevoir, saying that Ralts is all healed now. Kirlia and Gardevoir appear, but something doesn’t seem right to the group (although we all know it’s Jessie and Meowth again). James whispers advice from the bushes, and Ash and May are suspicious. Max looks quite angry, however, and boldly exclaims that they’re actually Team Rocket! Jessie and Meowth are startled, and Max calls for Ralts to use Psychic. Ralts fires off a powerful psychic blast, sending Jessie and Meowth spin-blasting off again. James turns to run, only to come face-to-face with the REAL Kirlia and Gardevoir! They promptly use Psychic to blast James off, then Teleport over in front of Max. Max struggles with his words, but manages to say that it’s time for Ralts to go with them. Ralts looks at Max uncertainly, then sadly runs toward him. The two share a long embrace. Max then gently pulls away, and Ralts holds his arms and shakes its head. Max explains that he doesn’t feel ready to be a Pokemon trainer yet, and that he’s too young to be an official one, but promises that he will come back for Ralts when he IS ready. Ralts accepts this, as the others look on. Max gets up and nods to Gardevoir. It nods back, and one by one, the three Psychic types Teleport away. Max then hears Ralts’ voice again, confirming that Ralts will keep its side of the promise. Max continues to stare in the direction the Pokemon had gone as he reflects on his new friend, and the others look on with respect.